Terms and Conditions of Use

Terms and Conditions of Use

Introduction

Broadcast Music, Inc., and its subsidiaries Broadcast Music Global Limited and BMI Holding Limited, (“BMI”, “we”, “us” or “our”) develop and maintain websites and other Internet and mobile-based services (“BMI Sites and Services” or “BMI Site or Service”) for access and use by the general public and the industries that BMI serves including BMI’s affiliated songwriters, composers and music publishers, licensing customers and the music industry in general.  These Terms and Conditions of Use are generally applicable across all of BMI’s Sites and Services.  However, individual BMI Sites and Services may have additional, supplemental or modified terms and conditions of use that are specific to that BMI Site or Service (“Additional Terms”), such as the Supplemental Terms of Use for BMI Online Services.  These Additional Terms are hereby incorporated into these Terms of Conditions of Use by reference as though fully set forth herein. If there is a conflict between any provision under these Terms and Condition of Use and any Additional Term that is specific to a BMI Site or Service, the Additional Terms govern. These Terms and Conditions of Use, together with any Additional Terms for any specific BMI Site or Service, are referred to as the “Applicable Terms of Use.”

1. Term and Termination

  1. By accessing or using any BMI Sites and Services and BMI Content (defined in Section 4 herein), you agree that you are bound by the Applicable Terms of Use and you acknowledge the Privacy Policy.
  2. These Applicable Terms of Use are effective when you are accessing or using the BMI Sites and Services or BMI Content. Your access to and use of BMI Sites and Services or BMI Content may be terminated immediately, with or without notice from BMI, if in BMI’s sole discretion you fail to comply with any term or provision of these Applicable Terms of Use including unauthorized entry into BMI’s systems, misuse of passwords, misuse of any information posted on or to the BMI Sites and Services, or otherwise engaging in any activity relating to the BMI Sites and Services or BMI Content that is contrary to applicable law or regulations or the terms of any Other BMI Agreement that you may have with BMI.
  3. Upon any termination of your access to and use of the BMI Sites and Services by either you or BMI, you agree that you will cease accessing or using all BMI Sites and Services immediately and destroy all BMI Content and all copies thereof.

2. Changes

  1. BMI reserves the right to change the Applicable Terms of Use at any time by publishing the modified version on the applicable BMI Site or Service.  By using the BMI Sites or Service after any published changes, you agree to be bound by the modified Applicable Terms of Use.
  2. We may, from time to time in our sole discretion, terminate, suspend, change or update the BMI Sites and Services or BMI Content or your ability to access and use the BMI Sites and Services or BMI Content without notice, subject to applicable law. Neither we nor our service providers will be liable if all or any part of the BMI Sites and Services or BMI Content is unavailable or changes at any time.

3. Privacy Policy

BMI may access and process your personal data when you access and use BMI Site or Service. Please refer to our Privacy Policy (“Privacy Policy”) for full details of how BMI processes your personal data. We encourage you to read it to better understand how we collect, use, share and otherwise process information about you.

4. Ownership Rights

BMI and its licensors, as applicable, own and retain all rights, titles and interests, including all intellectual property and proprietary rights, in and to BMI Sites and Services and the contents and materials made available on, through or in connection with the BMI Sites and Services, including all audio/visual content, images, illustrations, designs, icons, photographs, audio clips, video clips, articles, documents, products, software, services, data, information (including songwriter and publisher related information, ownership or administration information, and any other information about compositions), and written and other materials that are part of a BMI Site or Service (“BMI Content”).  BMI’s rights, titles and interests to all BMI Sites and Services and BMI Content are protected under U.S. copyright law and other international, federal and state laws that protect intellectual property.  BMI reserves all rights not expressly granted to you, and you hereby acknowledge and agree that you do not acquire and have no rights, title, or other interests in or to the BMI Sites and Services and BMI Content other than the limited right to access and use the BMI Sites and Services and BMI Content in accordance with these Applicable Terms of Use.

All BMI Sites and Services and applicable BMI Content are Copyright © Broadcast Music, Inc. All rights reserved.  BMI.com has been published since 1994 and is continuously updated and revised.  Other BMI Sites and Services may indicate a different year of first publication.  Except as expressly authorized under the Applicable Terms of Use, you may not use all or any portion of the BMI Sites and Services or BMI Content without prior written permission from BMI.

Broadcast Music, Inc., its abbreviation, “BMI” (whether stylized or not), and BMI.com, are registered trademarks of BMI.  All pages, including splash screens, page headers, and custom graphics on BMI Sites and Services are protected as trade dress under applicable law.  BMI Sites and Services and BMI Content may also contain other trademarks, service marks, or trade names, which may be owned by BMI or a third party.  You may not use any of the trademarks, service marks, or trade names contained on BMI Sites and Service or BMI Content or copy or imitate the design or any elements of the design that may be protected as trade dress under international, federal, or state laws, without the prior written consent of the owner.

You shall not and shall not permit any third party to:

  1. edit, modify, create derivatives (including derivative works), combinations or compilations of, combine, associate, synthesize, reverse engineer, reproduce, display, distribute, disclose or otherwise process BMI Sites and Services or BMI Content; or
  2. conduct data-mining, scraping or crawling, or use any robot, spider, script, technology or processes that send automated queries to BMI Sites and Services or BMI Content, or use other similar methods and tools to gather or extract data, material or other information from BMI Sites and Services or BMI Content,
    3. each (a) and (b), without the prior written consent of BMI or its applicable licensors.

5. Use of BMI Sites and Services That Are Open to the Public

  1. BMI Sites and Services and BMI Content are considered open to the public if you do not need an account, a username and password, or some other special relationship with BMI in order to gain access to the BMI Site or Service or BMI Content.  With respect to BMI Sites and Services that are open to the public, so long as you comply with the Applicable Terms of Use, BMI grants you a revocable, non-exclusive, non-transferable, limited license to enter, display, and use any publicly available BMI Sites and Services and BMI Content, but only for personal, informational and non-commercial purposes.  Business tools that may be made available publicly, such as affiliation applications and other forms, can be used for the purposes for which they are intended. Other than in accordance with this limited license granted for this limited purpose, you will not copy, reproduce, republish, upload, post, transmit or distribute all or any portion of the BMI Sites and Services or BMI Content for any commercial purpose, including but not limited to, text, images, audio, video, software, applications, or source code, in any way without BMI’s prior express written permission.
  2. Other than as may be permitted through an RSS feed or BMI API or similar service, you will not “mirror,” “frame,” or otherwise display or make available any of the BMI Content on or through any other site or service.  You will not link to BMI Sites and Services except as permitted under BMI’s policy for linking to BMI Sites and Services in Section 10 below.  You will not interrupt or attempt to interrupt the operation of any BMI Site or Service.  You will not circumvent any technical measures designed to restrict access, or otherwise attempt to gain access, to any BMI Sites and Services or BMI Content that are not open to the public, as these BMI Sites and Services or BMI Content may contain information that is proprietary, confidential, or is otherwise specifically intended for a particular individual or entity.
  3. If you breach any of the Applicable Terms of Use, any license or right to access and use BMI Sites and Services and BMI Content is terminated or revoked immediately.  Upon termination or revocation, you will immediately cease accessing or using BMI Sites and Services and BMI Content and will immediately destroy any downloaded or printed materials.

6. Use of BMI Searchable Song Title Databases

  1. BMI offers to the public access to searchable song title databases which provide certain song title registration information on musical works that are (i) in the BMI repertoire, including foreign works registered with BMI and arrangements of works that are in the public domain and (ii) in the repertoire of another Songview participating society (e.g. ASCAP) (such database referenced in this Section 6(a)(ii) or any successor database thereto, the “Songview Database”, and, collectively with the database referenced in Section 6(a)(i) or any successor database thereto, the “BMI Searchable Song Title Databases”). The information can change, and musical works can be added or removed from the BMI Searchable Song Title Databases at any time.  For the avoidance of doubt, the BMI Searchable Song Title Databases (including access to Songview via BMI.com) and any successor or similar platform or database BMI offers) are BMI Sites and Services, and any content thereon is BMI Content as defined herein.
  2. BMI is the sole owner of all rights, titles and interests, including all intellectual property rights, in and to the BMI Searchable Song Title Databases under all applicable international, federal, and state laws except with respect to the Songview Database where, as between you, BMI and/or BMI’s Songview partner(s)own all rights, titles and interests, including all intellectual property rights. The BMI Searchable Song Title Databases are intended for research and information purposes in the form presented.  The information contained in the BMI Searchable Song Title Databases have been provided to BMI from a variety of sources, and BMI makes no warranties or representations whatsoever with respect to the accuracy or completeness of the information in the BMI Searchable Song Title Databases other than to determine what musical compositions are licensed by BMI through the last update.  BMI specifically disclaims any and all liability for any loss or damages which may be incurred, directly or indirectly, as a result of the use of the information in the BMI Searchable Song Title Databases for any purpose, or for any omissions or errors contained in the BMI Searchable Song Title Databases.  All use of the BMI Sites and Services and BMI Content is solely at the risk of the user.
  3. By starting a query against the BMI Searchable Song Title Databases, you acknowledge and agree that you understand these limitations as stated in this Section 6 and you hereby waive any and all claims of any kind and nature against BMI, its officers, employees, representatives, agents, distributors, affiliates, licensors or licensees, with respect to your use of the BMI Searchable Song Title Databases or the information provided therein.
  4. Your use of the BMI Searchable Song Title Databases (including any successor or similar platform or database BMI offers) is subject to certain additional terms https://repertoire.bmi.com/Main/DisclaimerOnly, which terms, for clarity, constitute Additional Terms hereunder. For the avoidance of doubt, by using the BMI Searchable Song Title Databases, you hereby agree to such Additional Terms.
  5. In addition to Section 4 of these Terms and Conditions of Use, you also agree that you will not copy, distribute, download, publish, modify, reformat, reconfigure, extract, incorporate into other software, databases or online material, or otherwise appropriate, the BMI Searchable Song Title Databases offered by BMI in any way.  You may not create, generate, or compile any source code version of the BMI Searchable Song Title Databases or any part thereof, and you will not assist others in doing so.  You may not conduct data-mining, scraping or crawling, or use any robot, spider, script, technology or processes that send automated queries to BMI Sites and Services or BMI Content, or use other similar methods and tools to gather or extract data, material or other information from the BMI Searchable Song Title Databases.  You will only run manual queries through the interface that BMI provides for the BMI Searchable Song Title Databases.  You will not decompile or reverse-engineer the application(s) that provide access to the BMI Searchable Song Title Databases nor will you circumvent or attempt to circumvent any applications or processes that BMI may employ to track or limit access to the BMI Searchable Song Title Databases.  You will not create any direct links to query results from any other site or service.  You will not develop or run scripts to automatically query the BMI Searchable Song Title Databases, and you will not capture, scrape, download or otherwise copy or store any query results for any purpose whatsoever.
  6. If you breach this Section 6, any license or right to access and use the BMI Searchable Song Title Databases are immediately terminated or revoked.  Upon termination or revocation, you will immediately cease accessing or using the BMI Searchable Song Title Databases and will immediately destroy any downloaded or printed materials.

7. Use of Online Services

  1. “Online Services” are non-public BMI Sites and Services and BMI Content that require an account, a username and password, or some other special relationship with BMI in order to gain access to such BMI Site or Service or BMI Content.  You agree that you will not circumvent any technical measures designed to restrict, control, or track your access, and you will not otherwise attempt to gain access to anyone else’s account or unauthorized access to other BMI Sites and Services or BMI Content that are not open to the public.
  2. By accessing or using any Online Services, you agree that you are bound by the Supplemental Terms of Use for BMI Online Services.
  3. If you breach this Section 7 or the Terms of Use for Online Services, BMI may immediately terminate or revoke your license and rights (including the applicable terms) with respect to accessing and using the Online Services, and you agree that BMI’s such termination or revocation does not excuse any separate obligations you may have to BMI (e.g., making license fee payment or reporting under the terms of a license).  Upon such termination or revocation, you will immediately cease accessing or using the Online Services.

8. Third Party Content

  1. BMI does not assume any responsibility for any applicable third party materials posted on BMI Sites and Services or materials submitted by you or any other third party (“Third Party Content”), including the legality, originality, reliability or appropriateness of such Third Party Content.  BMI may monitor or review any areas on a BMI Site or Service in which users transmit or post communications or communicate solely with each other for the purpose of promoting the efficiency, usefulness, appropriateness of use and compliance with the Applicable Terms of Use.  However, BMI does not undertake to monitor or review every posting or communication, and BMI disclaims any liability related to the Third Party Content.
  2. By submitting any applicable Third Party Content to a BMI Site or Service, you grant to BMI a worldwide, perpetual, non-exclusive, transferable, sublicensable (through multiple tiers), fully paid-up and royalty-free license to use, reproduce, prepare derivative works from, distribute, publicly perform (including by means of a digital audio transmission), publicly display or otherwise exploit the Third Party Content.  You warrant and represent that you have all rights necessary to grant BMI this license.  You also warrant and represent that the Third Party Content you submit is not infringing anyone else’s rights, and you will indemnify and hold BMI harmless from and against any claims relating to the Third Party Content you submit to BMI or any BMI Site and Service.
  3. You acknowledge and agree that the rights, if any, that you give to BMI to publish, display or make the applicable Third Party Content available to the public do not impose any obligation on BMI to do so.  BMI reserves the right to decide whether, when, and how to publish, display, or make such Third Party Content available.  BMI also reserves the right to remove or disable access to any material at any time and for any reason without notice to you.  You agree not post or submit to any BMI Site or Service any content which (a) is libelous, defamatory, invasive of privacy, or is obscene, pornographic, abusive or threatening; (b) violates or infringes any person’s legal rights or the legal rights of any entity, including copyrights, trademarks and patents; (c) violates any law; (d) advocates any unlawful activity; or (e) solicits funds for, or otherwise advocates for or against, any organization, goods or services.
  4. If you breach this Section 8, BMI may immediately terminate your right or ability to submit materials to a BMI Site or Service.  Upon termination or revocation, you will immediately cease accessing or using BMI Sites and Services and will immediately destroy any downloaded or printed materials.

9. Third Party Websites

BMI Sites and Services may contain links to or otherwise provide access to other websites that are not under BMI’s control (“Third Party Websites”).  The appearance of, or reference to, any information, materials or other content on, or a link from any Third Party Websites on a BMI Site or Service does not constitute an endorsement, express or implied of any products or services provided by entities other than BMI.  BMI maintains these links to Third Party Websites solely for your convenience, and you understand and agree that you access them at your own risk.  BMI cannot and does not guarantee the accuracy, completeness, efficacy, or timeliness of information located on these Third Party Websites.  You understand and agree that these Third Party Websites may have terms and conditions that are different from these Applicable Terms of Use, and that you are responsible for your compliance with the terms and conditions of the Third Party Websites.  Any comments or issues arising from access to these Third Party Websites should be addressed directly to the operator of such website. We do not verify, endorse, or have any responsibility for Third Party Websites. You acknowledge and agree that in no event will BMI assume or have, and BMI hereby disclaims, any responsibility and liability with respect to the Third Party Websites.

10. Linking to BMI Sites and Services

  1. BMI welcomes linking to BMI Sites and Services to your sites, so long as the BMI Site or Service, BMI Content or BMI logo is not portrayed as belonging to anyone other than BMI, and your sites should not imply that BMI is endorsing your products or services.
  2. If you choose to link to a BMI Site or Service, you warrant and represent that you will not provide false or misleading information about BMI, its officers, directors, representatives, agents, distributors, affiliates, licensors, licensees or its and their services or activities.  You warrant and represent that your website does not infringe the rights of any other person or entity, including copyrights and trademarks, and that your site does not violate any laws, advocate unlawful activity or contain content which is not appropriate for all ages.
  3. BMI Sites and Services are constantly changing, with content being added and removed on a daily basis or more frequently. BMI cannot ensure that deep links from your site will not become broken links in the future. To inquire further, please contact the BMI webmaster at .(JavaScript must be enabled to view this email address) or via mail: BMI Webmaster Broadcast Music, Inc. 7 World Trade Center 250 Greenwich Street New York, NY 10007-0030

11. Use of Software of BMI Sites and Services

BMI Sites and Services may contain or make available proprietary or third party applications or software for your use in accessing or interacting with a BMI Site or Service.  BMI does not guarantee usability or compatibility with your system, and your use of such application or software is at your own risk.  You acknowledge and agree that the software may be accompanied by a license agreement, and you understand and accept that your use of the software will constitute your consent to all of the terms and conditions in the applicable license agreement.

12. Other BMI Agreements

You may have other agreements with BMI (“Other BMI Agreements”), such as an affiliation agreement or license agreement. The Applicable Terms of Use are independent of such Other BMI Agreements and does not limit either party’s rights (including rights with respect to any copyrighted works, data, intellectual property and other proprietary rights) or obligations under such Other BMI Agreements. For clarity, the disclaimers, limitations of liability and indemnification obligations set forth in the Applicable Terms of Use are supplemental to, and not in lieu of, any other disclaimers, limitations of liability and indemnification obligations set forth in any Other BMI Agreement. In addition, your warranties and representations in the Applicable Terms of Use are supplemental to, and do not limit, any warranties or representations you make in any Other BMI Agreement. In the event of any conflict between any Other BMI Agreement and the Applicable Terms of Use, the terms of the Other BMI Agreement shall control but solely to the extent of the conflict.

13. Disclaimer, Limitation of Liability, and Indemnity

YOUR ACCESS TO, AND USE OF, BMI SITES AND SERVICES OR BMI CONTENT IS AT YOUR OWN RISK.  BMI SITES AND SERVICES AND BMI CONTENT, INCLUDING ALL CONTENT, FUNCTIONS, APPLICATIONS, AND SERVICES, ARE PROVIDED “AS IS” TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, AND BMI EXPRESSLY DISCLAIMS ALL STATUTORY OR IMPLIED REPRESENTATIONS, WARRANTIES, OR TERMS AND CONDITIONS, INCLUDING THOSE RELATING TO MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.  BMI DOES NOT WARRANT OR REPRESENT THAT ANY BMI CONTENT THAT YOU MAY ACCESS AT OR THROUGH A BMI SITE OR SERVICE IS CURRENT, ACCURATE OR COMPLETE.  YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR ANY AND ALL COSTS ASSOCIATED WITH ANY SERVICING OR REPAIRS OF ANY EQUIPMENT YOU USE, INCLUDING YOUR COMPUTER AND MOBILE DEVICE, AS PART OF YOUR USE OF BMI SITES AND SERVICES AND THAT BMI WILL NOT IN ANY WAY BE LIABLE TO YOU FOR DAMAGES OF ANY KIND, INCLUDING DAMAGES THAT ARE COMPENSATORY, DIRECT, INDIRECT OR CONSEQUENTIAL, LOSS OF PROFIT, INCOME OR DATA, DAMAGE TO PROPERTY OR CLAIMS BY ANY OTHER PERSONS OR ENTITIES, THAT RELATE TO YOUR ACCESS TO OR USE OF A BMI SITE OR SERVICE OR BMI CONTENT.  YOU ALSO AGREE TO WAIVE ANY AND ALL CLAIMS OF ANY KIND OR NATURE THAT YOU MAY HAVE AGAINST BMI, ITS OFFICERS, EMPLOYEES, REPRESENTATIVES, AGENTS, DISTRIBUTORS, AFFILIATES, LICENSORS, LICENSEES OR AFFILIATES, WITH RESPECT TO YOUR USE OF BMI SITES AND SERVICES OR BMI CONTENT.  FINALLY, YOU AGREE TO DEFEND, INDEMNIFY AND HOLD HARMLESS, BMI, ITS OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, AGENTS, DISTRIBUTORS, LICENSORS, LICENSEES, AND ITS AFFILIATES FROM AND AGAINST ANY AND ALL THIRD-PARTY CLAIMS, DEMANDS, LIABILITIES, COSTS, OR EXPENSES, INCLUDING REASONABLE ATTORNEY’S FEES, RESULTING FROM OR RELATED TO YOUR ACCESS TO OR USE OF A BMI SITE OR SERVICE OR BMI CONTENT, OR YOUR BREACH OF ANY OF THE AGREEMENTS, REPRESENTATIONS OR WARRANTIES YOU HAVE MADE TO OR WITH BMI, INCLUDING THESE APPLICABLE TERMS OF USE. THE TOTAL LIABILITY OF BMI, ITS OFFICERS, DIRECTORS, EMPLOYEES, REPRESENTATIVES, AGENTS, DISTRIBUTORS, LICENSORS, LICENSEES, AND AFFILIATES WILL NOT EXCEED $50. THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION 13 DO NOT APPLY TO LOSSES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY OR THE EXCLUSION OF OR LIMITS ON IMPLIED WARRANTIES OR ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. IF ANY LIMITATION IN THIS SECTION 13 IS UNENFORCEABLE IN ANY INSTANCE, THEN SUCH LIMITATION WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

14. Trade Control Laws

BMI Sites and Services and BMI Content are generally controlled by BMI from its offices in New York City or Nashville for use within the United States, including its territories and possessions.  BMI makes no representation that any BMI Site or Service or BMI Content is appropriate or available for use in any particular location.

You acknowledge and agree that BMI Sites and Services and BMI Content may be subject to export control and sanctions laws and regulations that may limit their use, export, transfer, reexport, or retransfer, including the U.S. Export Administration Regulations (“EAR”) and sanctions regulations administered by the U.S. Treasury Department’s Office of Foreign Assets Control (“OFAC”) (collectively, “Trade Control Laws”).  Other Trade Control Laws, including those of the United Kingdom, European Union (“EU”), and EU Member States, also may apply.  You represent and warrant that you are not designated on any U.S., UK, or EU sanctions or other restricted parties’ list or otherwise subject to sanctions or export control restrictions, including (for entities or organizations) on account of your ownership or control.  You acknowledge and agree that BMI Sites and Services and BMI Content may not be available for use in or export, reexport, transfer, or retransfer to certain sanctioned countries or territories.

You agree to comply with all such Trade Control Laws as are applicable to BMI, to you, and to the BMI Sites and Services and BMI Content, and not to take any action that would cause BMI to violate or be subject to sanctions or other penalties under Trade Control Laws.  Without limiting the foregoing, you agree that you will not download, transfer, export, reexport or release, directly or indirectly, any BMI Sites and Services or BMI Content to any destination, entity, or person or for any end user, where doing so would be prohibited by applicable Trade Control Laws.  You will comply with all laws, rules and regulations, and complete all required undertakings (including obtaining any necessary government-issued export license or other governmental approval) prior to transferring, exporting, reexporting, releasing or otherwise making any BMI Site or Service or BMI Content available outside of the U.S.

15. Governing Law and Jurisdiction

This provision will not modify or replace any other choice of law, choice of forum, choice of venue, dispute resolution, arbitration or other analogous provision agreed to between you and BMI under any Other BMI Agreement with respect to matters arising out of or related to such other BMI agreement. Unless an Other BMI Agreement provides otherwise and subject to the terms of all Other BMI Agreements: (i) all claims, demands or other controversies of any kind or nature (whether sounding in contract, tort, statute or otherwise) arising out of or relating to your access to or use of the Online Services shall be governed by the statutes and laws of the State of New York, without regard to the New York’s conflicts of laws principles, and (ii) you agree to submit to the exclusive personal jurisdiction and venue of the Commercial Part of the Supreme Court of New York County and the United States District Court for the Southern District of New York for any matter arising out of or relating to you access to or use of BMI Sites and Services or BMI Content.

16. Electronic Communications

When you access a BMI Site or Service, exchange emails or texts with BMI or call BMI using a telephone, you are communicating with us electronically. You consent to receive communications from us electronically. We will communicate with you by e-mail or by posting notices in the BMI Sites and Services. You agree that all agreements, notices, disclosures, and other communications that BMI provides to you electronically satisfy any legal requirement that such communications be in writing.  You will not knowingly provide false or misleading information to BMI on or through the BMI Site or Service.

17. Waiver

No delay or omission by BMI to exercise any right it may have to enforce all or any of the Applicable Terms of Use will constitute a waiver by BMI to exercise that right in the future.

18. Assignment

You may not assign or delegate your rights or obligations under the Applicable Terms of Use, in whole or in part, without the prior written approval of BMI (not to be unreasonably withheld).  Any assignment or delegation in violation of this provision will be null and void. BMI may freely assign BMI’s rights or delegate BMI’s obligations under the Applicable Terms of Use. These Applicable Terms of Use are binding upon and inures to the benefit of you and BMI and each of your and BMI’s permitted successors and assigns.

19. Severability

If any portion of these Applicable Terms of Use is adjudged invalid or unenforceable by an arbitrator a court of competent jurisdiction, the remaining portions will remain valid, enforceable, and in effect.

20. Rules of Construction

For purposes of these Applicable Terms of Use and unless context expressly requires otherwise, the word “or” shall be construed to mean “and/or” and “including” shall be deemed to be followed by “without limitation”.

21. Entire Agreement

Subject to Section 12, the Applicable Terms of Use constitute the entire agreement between you and BMI with respect to your use of BMI Sites and Services and BMI Content, and supersede any and all prior understandings or agreements between you and BMI, whether written or oral.  The Applicable Terms of Use may not be amended orally. You acknowledge that, in providing you with access to, and use of the BMI Sites and Services and BMI Content, BMI has relied on your acceptance of these Applicable Terms of Use.

22. Mobile Device Usage

  1. You may choose to use or access BMI Sites and Services or BMI Content on a mobile device. You acknowledge and agree that some of the BMI Sites and Services may be dependent on a third party service through which you can download one of our mobile applications, such as the Apple App Store or Google Play Store (each, a “Third Party App Store”) and the Third-Party App Store may require you to agree to its own terms and conditions before downloading any mobile application to use our BMI Sites and Services. You are responsible for ensuring that your device(s) and other technology meet the requirements of the Third Party App Store. In addition, you are responsible for any data access, network or other service rates and charges you may incur in connection with your device and use of BMI Sites and Services and BMI Content.
  2. With respect to mobile applications, you shall promptly make all updates when and as we provide them to you. Any updates, modifications or other changes to any BMI Site or Service will also be deemed “BMI Sites and Services” for purposes of these Applicable Terms of Use.

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